HCM Acquisition Corp *
PROPOSED BUSINESS COMBINATION: Murano PV, S.A. DE C.V.
ENTERPRISE VALUE: $1.189 billion
ANTICIPATED SYMBOL: tbd
HCM Acquisition Corp proposes to combine with Murano PV, S.A. DE C.V.
Murano PV, S.A. DE C.V. is a Mexican development company with extensive experience in the structuring, development and assessment of industrial, residential, corporate office, and hotel projects in Mexico. The Company also provides comprehensive services, including the execution, construction, management, and operation of a wide variety of industrial, business, and tourism real estate projects, among others. Grupo Murano has a national footprint and international outreach aimed at institutional real estate investors.
EXTENSION – 1/23/24 – LINK
- The SPAC approved the extension from January 25, 2024 to April 25, 2024.
- 2,460,044 shares were redeemed for $11.22 per share.
- $30K per month will be deposited into the trust account.
SUBSEQUENT EVENT – 1/5/24 – LINK
- The lock-up period for key holders of PubCo is extended until the earliest of:
- (a) two years post-Merger
- (b) when PubCo’s share price reaches or exceeds $12.00 for 20 days in a 30-day period starting 150 days after the Merger, or
- (c) when PubCo undergoes a liquidation, merger, share exchange, or similar event allowing public shareholders to exchange their shares for cash, securities, or other property.
EXTENSION – 4/21/23 – LINK
- The SPAC approved the extension from April 25, 2023 to January 25, 2024.
- 24,670,594 shares were redeemed for $10.465 per share.
- $0.035/share per month will be deposited into the trust account.
TRANSACTION
- The transaction values the combined company at a pro forma enterprise value of approximately $810 million, assuming a valuation of $10.00 per share and approximately 85% redemptions.
- As part of the transaction, Murano will convert into a corporation and all of Murano’s existing shareholders will roll 100% of their shares into the new Company and, assuming 85% redemptions from HCM shareholders, will hold approximately 85% of the shares of the combined company on closing.
- The transaction is expected to close by the end of the third quarter of 2023.
- The Surviving Company is expected to be centrally managed and controlled from, and resident for tax purposes in, the United Kingdom.
- The Combined Company will be named to “Murano Global Hospitality Corp”.
SPAC FUNDING
- There is no additional funding for this transaction at this time.
LOCK-UP
- Company and Sponsor
- One year after the Closing or the date the share equals or exceeds $12.00/Share for any 20/30 trading days at least 150 days after the Closing.
- The lock-up period for key holders of PubCo is extended until the earliest of: – LINK
- (a) two years post-Merger
- (b) when PubCo’s share price reaches or exceeds $12.00 for 20 days in a 30-day period starting 150 days after the Merger, or
- (c) when PubCo undergoes a liquidation, merger, share exchange, or similar event allowing public shareholders to exchange their shares for cash, securities, or other property.
- The Sponsor has agreed to forfeit 1,250,000 Company Class A Ordinary Shares and all of its warrants to purchase Company Class A Ordinary Shares upon the closing of the Merger.
NOTABLE CONDITIONS TO CLOSING
- No minimum cash amount was mentioned.
- Comisión Federal de Competencia Económica of Mexico having issued antitrust approval.
NOTABLE CONDITIONS TO TERMINATION
- The outside date for the transaction is January 25, 2024.
ADVISORS
- Clifford Chance US LLP is acting as legal counsel to Murano.
- Nader, Hayaux & Goebel is acting as legal counsel to Murano.
- Cohen & Co. Capital Markets, a division of J.V.B. Financial Group, LLC, is serving as Financial Advisor to HCM.
- Cohen & Co. Capital Markets, a division of J.V.B. Financial Group, LLC, is serving as Capital Markets Advisor to HCM.
- King & Spalding LLP is acting as legal counsel to HCM
- Galicia Abogados is acting as legal counsel to HCM.
SUBSEQUENT EVENT – 12/20/22 – LINK
- The SPAC determined to postpone the extraordinary general meeting of shareholders originally scheduled for Tuesday, December 20, 2022, at 10:00 a.m., Eastern Time, to allow additional time for the Company to engage with its shareholders and solicit redemption reversals.
MANAGEMENT & BOARD
Executive Officers
Shawn Matthews, 54
Chairman and Chief Executive Officer
Mr. Matthews is a financial services excerpt and entrepreneur with more than 30 years of management experience in public and private corporations. Since January 2019, Mr. Matthews founded and has served as the Chief Investment Officer of Hondius Capital Management, an alternative investment firm. In such capacity, he is responsible for the overall success of Hondius Capital Management with a particular focus on managing all firm investments. From March 2009 until December 2018, Mr. Matthews served as Chief Executive Officer of Cantor Fitzgerald & Co., a leading financial services firm, where he was responsible for Cantor Fitzgerald’s risk taking businesses and strategic growth. Mr. Matthews also served as a member of the Executive Committee of the Cantor Fitzgerald & Co. from March 2009 until December 2018. During his tenure at Cantor Fitzgerald, Mr. Matthews played a significant role of the growth of the company, with significant revenue and earnings growth during his tenure. In addition, while serving as the Chief Executive Officer of Cantor Fitzgerald, Mr. Matthews founded and oversaw their sizeable SPAC business. Mr. Matthews also served on the Board of Directors of Securities Industry and Financial Markets Association (SIFMA) from January, 2011 through December, 2013. Mr. Matthews received his Bachelor of Science in Finance and Economics from the Fairfield University Dolan School of Business and MBA from Hofstra University.
James Bond, 50
President and Chief Financial Officer
Mr. Bond is a financial services excerpt and entrepreneur with more than 25 years of management experience in public and private corporations. Since January 2019, Mr. Bond founded and has served as the Chief Operating Officer of Hondius Capital Management, an alternative investment firm. In this role, he is responsible for and oversees all business functions of Hondius Capital Management. From March 2009 until December 2018, Mr. Bond served as the Global Chief Operating Officer of Cantor Fitzgerald & Co., where he was responsible for all business operations. In addition, Mr Bond was also Chief Operating Officer of Cantor Fitzgerald Investment Advisors, an SEC regulated RIA, and Cantor Fitzgerald Wealth Partners, a wealth management business. In his capacity as Chief Operating Officer, he was an officer or director of a significant number of the firm’s global businesses. Mr. Bond received his Bachelor of Science in Economic from the Boston College.
Board of Directors
Jacob Loveless, 40
Director Nominee
Mr. Loveless is Chief Executive Officer of Edgemesh Corporation, a privately held technology firm he co-founded in 2016. Additionally, from 2016 to 2019, Mr. Loveless served as a board director for Perseus Telecom Ltd., a financial services-focused telecommunications company. As a board member, Mr. Loveless had an active role in the company’s restructuring, growth, and eventual acquisition of the parent company by GTT Communications (NYSE: GTT) in 2017. From 2013 to 2016, Mr. Loveless was the Chief Executive Officer of Lucera Financial Services LLC., a financial services technology firm providing exchange technology and private global network services to some of Wall Streets’ largest firms. While at Lucera, Mr. Loveless led the initial design, development, and launch of an innovative distributed matching engine (U.S. Patent 2,0140,172,644). The global financial services firm BGC Partners (NASDAQ: BGCP) acquired Lucera in 2017. From 2003 to 2013, Mr. Loveless served in various technology-focused roles at the financial services firm, Cantor Fitzgerald L.P., where he was a Partner. From 2002 to 2003, Mr. Loveless was the Chief Technology Officer and co-founder of Data Scientific Corporation, whose customers included the U.S. Department of Defense. Data Scientific was acquired by Serena Software (NYSE: MFGP) in 2006. From 2001 to 2002, Mr. Loveless served as the Director of Technology at Appian Corporation (NASDAQ: APPN), where he worked on large-scale projects for the Department of Defense, including the Army Knowledge Online.
Steven Bischoff, 63
Director Nominee
Mr. Bischoff is an Executive Vice President with Atlantic Home Loans, where he is responsible for the company’s strategic planning and operations. From 2010 through 2020, Mr. Bischoff was a Partner at NatAlliance Securities LLC., a broker dealer where he oversaw investment banking and asset management. He also served on the board of directors, which was responsible for oversight and the strategic direction of the business. Prior to these roles, his career included several senior management positions across trading, risk management, and operations. From 2003 through 2007, Mr. Bischoff was employed with Cantor Fitzgerald, where he was hired as the Head of Fixed Income Trading and subsequently promoted to co-COO of Capital Markets. From 1999 through 2003, Mr. Bischoff was employed with GMAC RFC, where he ran all capital markets trading and risk management. From 1992 through 1999, Mr. Bischoff was employed with Amherst Securities, where he was co-Founder and Head of Trading and Risk Management.
David Goldfarb, 64
Director Nominee
Mr. Goldfarb is the chief executive officer of Chauncey Advisors, a strategic advisory business, which he founded. He has over 35 years of experience in the financial services sector and has held senior leadership roles at several large global firms. Mr. Goldfarb began his career in 1979 at Ernst and Young in the firm’s Financial Services Practice. He was ultimately elevated to a Partner of the firm. During his 14 years at the firm, his clients included several leading investment banks and institutional investors. In 1993, Mr. Goldfarb joined Lehman Brothers, where he spent 16 years in various senior roles including Global Head of Principal Investing and Strategic Partnerships, Chief Financial Officer, Chief Administrative Officer, and Chief Strategy Officer. He was also a member of the firm’s Executive Committee. Throughout his many roles at Lehman, Mr. Goldfarb was particularly focused on driving the strategic diversification and expansion of the firm’s global franchise through acquisitions, organic growth, and joint ventures. One example of these efforts was the acquisition of Neuberger Berman, a NY-based firm, which launched Lehman Brothers into the asset management sector. Mr. Goldfarb then spent 4 years as a Managing Director at LAMCO LLC, an asset management business responsible for the winddown of Lehman Brothers Holdings estate’s assets and operations. Mr. Goldfarb then joined Cantor Fitzgerald as a Senior Managing Director in 2012, where he was the Global Head of Asset Management and Business Development. In that capacity, he drove and managed the acquisitions of both an ETF strategist platform and an alternative fixed income platform.

